- Roche will acquire 89bio for $14.50 per share, totaling approximately $2.4 billion.
- The deal includes a non-tradeable CVR for up to $6.00 per share, raising the total value to $3.5 billion.
- The acquisition is expected to close in Q4 2025, pending customary conditions.
- Pegozafermin, an FGF21 analog, targets MASH in moderate to severe fibrotic and cirrhotic patients.
Acquisition Details
Roche has entered a definitive merger agreement to acquire 89bio, a clinical-stage biopharmaceutical company, for $14.50 per share in cash, totaling approximately $2.4 billion. The deal includes a non-tradeable contingent value right (CVR) for up to $6.00 per share, potentially raising the total value to $3.5 billion. The transaction is expected to close in the fourth quarter of 2025, subject to customary conditions, including the tender of a majority of 89bio's outstanding shares and regulatory approvals.
Strategic Implications
This acquisition aligns with Roche's strategy to enhance its portfolio in cardiovascular, renal, and metabolic diseases (CVRM). 89bio's lead candidate, pegozafermin, is a fibroblast growth factor 21 (FGF21) analog in late-stage development for treating Metabolic Dysfunction-Associated Steatohepatitis (MASH) in moderate to severe fibrotic and cirrhotic patients. Pegozafermin's distinct mechanism of action offers potential for enhanced efficacy and tolerability, as well as opportunities for future combination development with incretins.
Financial Advisors and Legal Counsel
Citi is acting as the exclusive financial advisor to Roche, with Sidley Austin LLP serving as legal counsel. Moelis & Company LLC and Centerview Partners LLC are advising 89bio, with Gibson, Dunn & Crutcher LLP as legal counsel.
About MASH
MASH is a serious and increasingly prevalent form of fatty liver disease, strongly associated with obesity and type 2 diabetes. It affects an estimated 5-7% of the global adult population, with over 75% experiencing comorbidities such as overweight, obesity, and type 2 diabetes. If untreated, MASH can progress to cirrhosis, liver decompensation, and hepatocellular carcinoma.
